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CSX Corp (CSX.OQ)

CSX.OQ on NASDAQ Stock Exchange Global Select Market

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Summary

Name Age Since Current Position

Edward Kelly

65 2017 Independent Chairman of the Board

James Foote

64 2017 President, Chief Executive Officer, Director

Paul Hilal

51 2017 Vice Chairman of the Board

Frank Lonegro

49 2015 Chief Financial Officer, Executive Vice President

Diana Sorfleet

2018 Executive Vice President, Chief Administrative Officer

Mark Wallace

47 2018 Executive Vice President of Sales and Marketing

Edmond Harris

68 2018 Executive Vice President - Operations

Kathleen Brandt

53 2016 Senior Vice President, Chief Information Officer

Brian Barr

2018 Senior Vice President - Engineering and Mechanical

Maryclare Kenney

2018 Vice President - Intermodal and Automotive

Dean Piacente

2016 Vice President - Intermodal

Shon Yates

2018 Vice President of coal

Donna Alvarado

69 2006 Independent Director

John Breaux

74 2005 Independent Director

Pamela Carter

68 2010 Independent Director

Steven Halverson

63 2006 Independent Director

John McPherson

71 2008 Independent Director

David Moffett

66 2015 Independent Director

Dennis Reilley

65 2017 Independent Director

Linda Riefler

56 2017 Independent Director

J. Steven Whisler

63 2010 Independent Director

John Zillmer

62 2017 Independent Director

David Baggs

2015 VP, Treasurer and Investor Relations Officer

Biographies

Name Description

Edward Kelly

Mr. Edward J. Kelly, III J.D. has been appointed as Independent Chairman of the Board of the Company, with effect from May 31, 2017 (AGM). He is no longer Presiding Independent Director of the Company, with effect from May 31, 2017 (AGM). Mr. Kelly retired as Chairman of the Institutional Clients Group at Citigroup, Inc. in July 2014. He joined Citigroup, Inc. in 2008, and served at various points as Vice Chairman, Chief Financial Officer and Head of Global Banking at Citigroup, among other roles. Mr. Kelly previously served as Managing Director at The Carlyle Group and Vice Chairman of The PNC Financial Services Group, Inc. following PNC’s acquisition of Mercantile Bankshares Corporation in March 2007. At Mercantile, Mr. Kelly held the offices of Chairman, Chief Executive Officer and President from March 2003 until March 2007, and was Chief Executive Officer and President from March 2001 to March 2003. Before joining Mercantile, Mr. Kelly served as Managing Director and co-head of Investment Banking Client Management at J.P. Morgan Chase and Managing Director and Head of Global Financial Institutions at J.P. Morgan. Previously, Mr. Kelly was General Counsel at J.P. Morgan and a partner at the law firm of Davis Polk & Wardwell LLP, where he specialized in matters related to financial institutions. Early in his career, Mr. Kelly served as a law clerk to Supreme Court Justice William J. Brennan, Jr. and U.S. Court of Appeals Judge Clement F. Haynsworth, Jr. Mr. Kelly previously served on the boards of directors for The Hartford Financial Services Group, The Hershey Company and Paris RE Holdings.

James Foote

Mr. James M. Foote is President, Chief Executive Officer, Director of the Company. Mr. Foote, a senior executive with over 40 years of railroad industry experience in finance, operations and sales and marketing, was named Chief Executive Officer and President of CSX in December 2017 following the death of E. Hunter Harrison. Prior to this role, Mr. Foote served as Executive Vice President and Chief Operating Officer from October to December 2017. Before joining CSX, Mr. Foote was president and chief executive officer of Bright Rail Energy, a technology company formed in 2012 to design, develop and sell products that allow railroads to switch locomotives to natural gas power. Before heading Bright Rail, Mr. Foote was executive vice president, sales and marketing with Canadian National Railway Company. Mr. Foote joined Canadian National in 1995 as vice president – investor relations to assist the company’s privatization. He also served as vice president sales and marketing – merchandise at Canadian National.

Paul Hilal

Mr. Paul C. Hilal serves as Vice Chairman of the Board of the Company. He founded and controls Mantle Ridge, and each of its related entities. Prior to founding Mantle Ridge, Mr. Hilal was a partner and senior investment professional at Pershing Square Capital Management where he worked from 2006 to 2016. From 2012 to 2016, Mr. Hilal served as a director of Canadian Pacific where he was chair of the Management Resources and Compensation Committee and a member of the Finance Committee. Mr. Hilal currently serves on the Board of Overseers of Columbia Business School and served until 2016 on the Board of the Grameen Foundation – an umbrella organization that helps micro-lending and micro-franchise institutions empower the world’s poorest through financial inclusion and entrepreneurship.

Frank Lonegro

Mr. Frank A. Lonegro is Chief Financial Officer, Executive Vice President of the Company. Mr. Lonegro has served as Executive Vice President and Chief Financial Officer of CSX since September 2015. In this capacity, he directs all financial and strategic planning activities, including accounting, financial planning, tax, treasury and investor relations, and is also responsible for the management and oversight of the Company's technology assets and activities. During his 15-year tenure with the Company, Mr. Lonegro also served as Vice President Internal Audit, President of CSX Technology, Vice President-Mechanical and Vice President-Service Design. Additionally, he led development and implementation of Positive Train Control, an advanced train control system, to further enhance the Company’s safety performance.

Diana Sorfleet

Ms. Diana Sorfleet is Executive Vice President, Chief Administrative Officer of the Company. Sorfleet joined CSX in June 2011 after many years in human resources with Exelon, most recently as vice president of diversity and development. Sorfleet is a member of the Conference Board's Chief Human Resources Officers Council and has participated in several additional professional organizations and served on the boards of several non-profit organizations during her career. In 2016, she was recognized by Black Enterprise as one of the most influential, highest-ranking executives leading diversity initiatives among the nation's largest companies. Sorfleet was also recognized by Diversity MBA in 2012 as a Top 100 under 50 Diverse Executives.

Mark Wallace

Mr. Mark Kenneth Wallace is Executive Vice President of Sales and Marketing of the Company. Wallace began his railroad career at CN in January 1995 as an analyst in the taxation and treasury function to assist on CN's very successful initial public offering. He then worked in Investor Relations for five years before becoming chief of staff to president and chief executive officer Hunter Harrison and then held other senior management roles until leaving the company in March 2010. Wallace joined Canadian Pacific Railway (CP) in July 2012 as vice president corporate affairs and chief of staff to help transform CP from an industry laggard to an industry leader. Wallace left CP in January 2017 to join CSX in March 2017.

Edmond Harris

Mr. Edmond L. Harris serves as Executive Vice President - Operations of the Company. From April 2010 until his retirement in April 2011, Mr. Harris served as Executive Vice President and Chief Operating Officer at Canadian Pacific Limited and Canadian Pacific Railway Company. He served as Executive Vice President of Operations at Canadian National Railway Company (“CN”) from March 2005 to January 2007, as its Senior Vice President of Operations from July 2003 to March 2005, and as Chief Transportation Officer from January 2001 to June 2003. Mr. Harris also held various key operating positions at Illinois Central Railroad prior to its acquisition by CN. At Illinois Central Railroad and CN, Mr. Harris worked closely with E. Hunter Harrison, the Company’s former President and Chief Executive Officer, to implement the Precision Scheduled Railroad model. Mr. Harris has also served as an independent rail operations consultant providing advice to various rail shippers and railroads, including CSX, from June 2007 to March 2010, and again following his retirement from Canadian Pacific Limited and Canadian Pacific Railway Company in April 2011.

Kathleen Brandt

Ms. Kathleen Brandt serves as Senior Vice President, Chief Information Officer of the company. Brandt has been Senior Vice President and Chief Information Officer since July 2016. In this role, she directs the information technology to support the company's strategic objectives and leads the development and application of the tools and information to maximize safety, service excellence, and efficiency. During her 31-year tenure with the Company, she previously served as President CSX Technology and has also made significant contributions to organizational strategy and capital planning.

Brian Barr

Mr. Brian Barr is Senior Vice President - Engineering and Mechanical of the Company. Barr joined CSX in 2002, rising through the ranks to plant manager in Selkirk, N.Y., assistant division manager in Atlanta, Ga, division manager in Huntington, W.V., and then chief mechanical officer for the Southern Region before being named vice president of mechanical.

Maryclare Kenney

Ms. Maryclare Kenney is Vice President - Intermodal and Automotive of the Company. Kenney joined CSX in 2011. Prior to CSX, Kenney worked at PepsiCo, which followed a seven-year military career with the US Army in which she attained the rank of captain. She holds a bachelor's degree in government and international affairs from Notre Dame University and a master's degree in business administration from the Harvard Business School.

Dean Piacente

Mr. Dean M. Piacente is Vice President - Industrial Products of the Company. Piacente, who joined CSX in 1987, assumes the intermodal leadership role from his position as vice president-chemicals. In that role, he led significant revenue and new customer growth in the chemicals market and leveraged opportunities in the transition of the global energy markets. In addition, he has served in other senior sales and marketing capacities and as vice president-finance. Dean Piacente joined CSX in 1987 and has held roles of increasing responsibility in Sales & Marketing, and Finance. He holds a bachelor's degree in computer science from Florida State University.

Shon Yates

Mr. Shon Yates is Vice President of coal of the Company. He joined CSX more than five years ago, serving most recently as the company's chief mechanical officer focused on engineering, strategy and supply chain, and has proven himself to be a skilled problem solver with a strong appreciation for customer-focused railroading. Before joining CSX, he was general manager of coal and gas services for the Tennessee Valley Authority for five years and previously worked for Exelon Corporation, giving him a unique understanding of our customers' needs and challenges. Yates holds a bachelor's degree in electrical engineering from Southern Illinois University and a master's degree in business from the Ohio State University.

Donna Alvarado

Ms. Donna M. Alvarado is an Independent Director of the Company. Ms. Alvarado is the founder and current President of Aguila International, a business-consulting firm. Previously, Ms. Alvarado served as President and Chief Executive Officer of a global educational publishing company from 1989-1993. She has served on corporate boards in the manufacturing, banking, transportation and services industries. She has also led state and national workforce policy boards. Ms. Alvarado previously served as Chairwoman of the Ohio Board of Regents. Following executive and legislative staff appointments at the U.S. Department of Defense and in the U.S. Congress, Ms. Alvarado was appointed by President Ronald Reagan to lead the federal agency ACTION, the nation’s premier agency for civic engagement and volunteerism, a position which she held from 1985-1989.

John Breaux

Sen. John B. Breaux is an Independent Director of the Company. He is a partner in the Breaux-Lott Leadership Group, a private consulting firm in Washington, D.C. owned by Squire Patton Boggs LLP. From 2005 through 2007, Senator Breaux served as Senior Counsel at Patton Boggs LLP. Senator Breaux held numerous leadership positions during his 14 years in the U.S. House of Representatives and 18-year tenure in the U.S. Senate, where he served on the House Public Works and Transportation Committee, the Senate Finance Committee and the Senate Commerce Committee. Senator Breaux also founded the Centrist Coalition of Senate Democrats and Republicans and served as chairman of the Democratic Leadership Council.

Pamela Carter

Ms. Pamela Lynn Carter is an Independent Director of the Company. Ms. Carter retired in July 2015 as Vice President of Cummins Inc. and President of Cummins Distribution Business, a division of Cummins Inc., a designer, manufacturer and marketer of diesel engines and related components and power systems. Ms. Carter joined Cummins Inc. in 1997 as Vice President — General Counsel and held various management positions before her appointment in 2008 as President of Cummins Distribution Business, a $5 billion business with a global footprint. Prior to her career with Cummins, Ms. Carter served in various capacities with the State of Indiana and in the private practice of law. Ms. Carter was the first woman and the first African-American to be elected to the office of Attorney General in Indiana. Ms. Carter also became the first African-American woman to be elected state attorney general in the U.S.A. She served as Parliamentarian in the Indiana House of Representatives, Deputy Chief-of-Staff to Governor Evan Bayh, Executive Assistant for Health Policy & Human Services and Securities Enforcement Attorney for the Office of the Secretary of State.

Steven Halverson

Mr. Steven T. Halverson is an Independent Director of the Company. Mr. Halverson is the Chief Executive Officer of The Haskell Company, one of the largest design and construction firms in the United States. Prior to joining The Haskell Company in 1999, Mr. Halverson served as a Senior Vice President of M.A. Mortenson, a national construction firm. Mr. Halverson also serves as a director for Guidewell Insurance and Blue Cross Blue Shield of Florida, ACIG Insurance Co., the Florida Counsel of 100 (past chair), the Florida Chamber of Commerce (past chair), the Construction Industry Roundtable (past chair) and the Jacksonville Civic Council (past chair). From 2008 until its sale to McKesson Corporation in 2013, Mr. Halverson served on the board of directors of PSS World Medical.

John McPherson

Mr. John D. McPherson is an Independent Director of the Company. Mr. McPherson served as President and Chief Operating Officer of Florida East Coast Railway, a wholly-owned subsidiary of Florida East Coast Industries, Inc., from 1999 until his retirement in 2007. From 1993 to 1998, Mr. McPherson served as Senior Vice President – Operations, and from 1998 to 1999, he served as President and Chief Executive Officer of the Illinois Central Railroad. Prior to joining the Illinois Central Railroad, Mr. McPherson served in various capacities at Santa Fe Railroad for 25 years. From 2012 to 2015, Mr. McPherson served on the board of directors of Las Vegas Railway Express, a start-up passenger railroad that plans to operate between Los Angeles and Las Vegas. From 1997 to 2007, Mr. McPherson served as a member of the board of directors of TTX Company, a railcar provider and freight car management services joint venture of North American railroads.

David Moffett

Mr. David M. Moffett is an Independent Director of the company. Mr. Moffett served as the Chief Executive Officer and a director of the Federal Home Loan Mortgage Corporation from September 2008 until his retirement in March 2009. He previously served as a Senior Advisor with the Carlyle Group LLC from May 2007 to September 2008, and as the Vice Chairman and Chief Financial Officer of U.S. Bancorp from 2001 to 2007, after its merger with Firstar Corporation where he served as Vice Chairman and Chief Financial Officer from 1998 to 2001. Mr. Moffett also served as Chief Financial Officer of StarBanc Corporation, a predecessor to Firstar Corporation, from 1993 to 1998. Mr. Moffett currently serves as the lead independent director on the board of directors of PayPal Holdings, Inc. He also serves as a trustee on the boards of Columbia Fund Series Trust I and Columbia Funds Variable Insurance Trust, overseeing approximately 52 funds within the Columbia Funds mutual fund complex. In addition, he serves as a trustee for the University of Oklahoma Foundation. Mr. Moffett also has served as a consultant to Bridgewater and Associates. From 2007 to 2015, Mr. Moffett served on the board of directors of eBay, Inc. From 2010 to 2016, Mr. Moffett served on the board of directors of CIT Group Inc.

Dennis Reilley

Mr. Dennis H. Reilley is an Independent Director of the Company. He is retired Chairman, President and CEO of Praxair, Inc. Prior to joining Praxair in 2000, Mr. Reilley served as Executive Vice President and Chief Operating Officer of E.I. Dupont de Nemours and Company and its former energy subsidiary, Conoco Inc., from 1999 to 2000. Mr. Reilley has served as non-executive chairman of Marathon Oil Corporation since 2014 and has served as board member since 2002. He has also served as director of Dow Chemical Company since 2007. Mr. Reilley served as a director of Covidien PLC from 2007 to 2015 (as Chairman from 2007 to 2008 and as Lead Director from 2008 to 2013). Prior to his appointment to the CSX Board, Mr. Reilley was an advisory board member of Trian Advisory Partners, of which he was a founding member. Additionally, Mr. Reilley served as a director of H.J. Heinz Company from 2005 to 2013 and the Entergy Corporation from 1999 to 2005, as well as a former chairman of the American Chemistry Council.

Linda Riefler

Ms. Linda H. Riefler is an Independent Director of the Company. Ms. Riefler served as the Chairman of Global Research at Morgan Stanley from 2011 to 2013 and as Global Head of Research since 2008. From 2006 to 2008 she served as the Chief Talent Officer, in which role she served on both the Management Committee for seven years and the Operating Committee of Morgan Stanley. Ms. Riefler joined Morgan Stanley in 1987 in the Capital Markets division and was elected a managing director in 1998.

J. Steven Whisler

Mr. J. Steven Whisler is an Independent Director of the Company. Mr. Whisler is the retired Chairman and Chief Executive Officer of Phelps Dodge Corporation, a mining and manufacturing company, where he served in many roles from 1981 until his retirement in 2007. During his tenure at Phelps Dodge Corporation, Mr. Whisler was instrumental in the implementation of its “Zero and Beyond” safety program designed to eliminate workplace injuries and its “Quest for Zero” process-improvement program designed to, among other things, eliminate environmental waste while enhancing product quality. Mr. Whisler also served as director of US Airways Group, Inc. from 2005 until 2011, and Burlington Northern Santa Fe from 1995 until its acquisition by Berkshire Hathaway in 2010.

John Zillmer

Mr. John J. Zillmer is an Independent Director of the Company. Mr. Zillmer is the former Executive Chairman, President and Chief Executive Officer of Univar Inc., a global chemical distributor and Fortune 500 company, where he also served as a director from 2009 to 2012. Prior to joining Univar, Mr. Zillmer served as Chairman and Chief Executive Officer of Allied Waste Industries, Inc. from 2005 to 2008, leading an operational transformation which has become an industry benchmark. He currently serves as a director of Ecolab, Inc., Veritiv Corporation and Performance Food Group Company. Since June 2004, Mr. Zillmer has also served as a director of Liberty Capital Partners, a private equity and venture capital firm specializing in start-ups, early stage, growth equity, buyouts and acquisitions. Mr. Zillmer also serves on the North American advisory board of CVC Capital Partners. He previously served on the board of Reynolds American, Inc. from 2007 until its acquisition by British American Tobacco in 2017.

David Baggs

Mr. David Baggs is Vice President, Treasurer of the Company, Baggs joined CSX in 1985 and has served in a number of leadership positions in economic analysis, business planning and corporate strategy. He was among those who designed CSX's financial strategy that incorporates balanced capital investments in critical transportation infrastructure with competitive shareholder returns. In addition, CSX's investor relations program has been recognized among the best in the broader air freight and surface transportation sector for the past five years by Institutional Investor m agazine. Baggs is a member of the National Investor Relations Institute, the Association for Financial Professionals, the Board of Directors of the American Red Cross ( North Florida ) and the finance advisory board of the University of Arizona's Eller College of Management from which he holds a bachelor's degree. He also has a master of business administration from The College of William and Mary.